DineEquity, Inc., the parent company of Applebee’s Neighborhood Grill & Bar® and IHOP® restaurants, has announced that John Cywinski has been appointed President, Applebee’s, effective March 9, 2017. Mr. Cywinski most recently served as Executive Vice President of Strategic Innovation and Marketing at Brinker International, parent company of Chili’s Grill & Bar and Maggiano’s Little Italy. He has held other positions in senior management in the restaurant sector, including from 2001 to 2006, when he served as the Chief Marketing Officer of Applebee’s. In that capacity he led all aspects of brand strategy and positioning including marketing, culinary and menu strategies, while spearheading a number of innovative initiatives. Barry A. Cassell of Golenbock Eiseman Assor Bell & Peskoe LLP represented Mr. Cywinski in his transition to Applebee’s. You may view the press release from DineEquity here
An article that appeared in the March 8, 2017 edition of The New York Times mentioned the recent trend of celebrity chefs locating their restaurants within hotels. Golenbock Eiseman Assor Bell & Peskoe LLP is very active in the “venue F&B” space, having done a number of the deals mentioned on behalf of restaurant and hotel clients. The article can be accessed here.
Donald Hamburg, a partner in GEABP’s Trusts & Estates group, drafted a client alert entitled “Qualified Personal Residence Trusts Attract IRS and NYS Estate Tax Audits,” which discusses heightened audit activity by the IRS and state tax departments into the operation of a QPRT. The Client Alert discusses the types of questions raised and information requested in such audits. It appears that the IRS and state tax examiners are taking the administration of QPRTs quite seriously and therefore it behooves those who have created such trusts to review their record keeping and to comply with the best practices as indicated by the IRS questions. The Alert can be read here.
It is not unusual for parties negotiating a transaction to state that a binding agreement is “subject to” the execution of a final, written contract. The New York Court of Appeals’ recent decision in Stonehill Capital Management v. Bank of the West carries a message of caution for negotiating parties who rely on such language to defer any binding obligations until the parties have signed a final, written agreement. To view the Alert, click here
Partner David M. Rubin and Associate Alexander K. Parachini won a pro bono bench trial in which they secured a judgment and punitive damages for their client, Donna Grosvenor of Brooklyn, NY, who lost her home in a mortgage fraud scam.
Ms. Grosvenor, who lived in her Brooklyn home since 1978 and was caring for an ill family member, wanted to refinance her mortgage to a lower monthly payment. In 2008, while seeking assistance in refinancing, she unknowing got caught up in an elaborate mortgage fraud scam involving the sale of her home to a straw buyer who took out a larger mortgage on her home in his name and transferred the title of the property back her. Unable to make the new mortgage payments, she was forced out of her home through foreclosure proceeding in July 2015 and has been homeless ever since.
The case took five years to get to trial. Hon. Francois A. Rivera, New York State Supreme Court, Kings County Justice, issued his decision from the bench. One of the defendants was a former attorney who was disbarred for similar conduct in other cases. Justice Rivera adopted all of the GEAB&P team’s findings of facts and conclusions of law, and issued a judgment and punitive damages totaling over $400,000.
David M. Rubin was also recently reappointed as Panel Chair and Member of the Departmental Disciplinary Committee for the First Judicial Department.
Donald A. Hamburg and Daniel B. Axman published an article regarding the new Internal Revenue Service (IRS) procedure generating a significant layer of complexity when an Executor decides to sell real estate held in a decedent’s estate. The article entitled “New IRS Discharge of Estate Tax Lien Procedure” appears on the Law.com site which can be read by clicking here.
Michael Devorkin, senior litigation partner, argued an important issue of law before the U.S. Court of Appeals for the Second Circuit, on behalf of Jonathan L. Flaxer, partner and leader of the Firm’s Bankruptcy Group, acting in his capacity as Plan Administrator for Lehr Construction Corp, who was seeking to disgorge $1.2 million in pay from a former Lehr Construction purchasing agent on a “faithless servant’ claim based on the agent’s participation in false billing scheme. The Plan Administrator is appealing from decisions of the District Court and the Bankruptcy Court in the Southern District of New York, which had denied the claim on the grounds that the agent’s conduct should be imputed to Lehr and under the doctrine of in pari delicto that made Lehr a wrongdoer who cannot recover from another wrongdoer. The appeal argues that in pari delicto does not apply to New York’s long standing faithless servant doctrine which denies compensation to faithless servants; that under that doctrine it does not matter if the agent’s conducted provided short term benefit to his principal; and that in the alternative, in pari delicto allows for exceptions for claims against insiders, like employees, who owe the principal a fiduciary duty. This appeal was supported by an amicus brief filed by the National Association of Bankruptcy Trustees. The Court took the appeal under advisement.
A corporate team comprised of Alexander Kaplun, Matthew Weill and Elizabeth Li represented SMC Growth Capital Partners II, LP, an affiliate of Spring Mountain Capital, LP, in connection with the sale of its interest in Prevalent, Inc. to Insight Venture Partners. The same Golenbock team had previously represented Spring Mountain Capital as the lead investor in Prevalent’s Series B financing, which also included participation from certain other existing investors.
Prevalent is a leader in third-party risk management and cyber threat analytics, providing solutions that companies use to monitor and assess the IT risks posed by their vendors and other third parties.
Spring Mountain is a private investment management firm based in New York City that focuses on alternative asset investing. Spring Mountain’s Private Equity Group provides expansion stage capital to lower middle market companies that are capitalizing on breakthrough innovations, paradigm shifts, or fundamental market or behavioral changes.
Click here for a link to the press release for the transaction.
Partner Martin S. Hyman and Associate Matthew C. Daly published an article analyzing case law addressing the issues that arise when non-signatory senior employees are sued for sexual harassment or discrimination. The article entitled “Arbitration of Workplace Sexual Harassment and Discrimination Claims” appears in the November 14, 2016 Special Litigation Section of the New York Law Journal.
The article can be found here.
Trust & Estate Partner Donald A. Hamburg published an article regarding new IRS policy rule change for a Certificate Discharging Tax Lien on real estate sales in estates over $5,450,000. The new procedure is causing significant harm to estates and beneficiaries. The article entitled “Discharge of Estate Tax Lien on Sale of Real Estate” appears on the WealthManagement.com site which can be read by clicking here.